BitNile Holdings, Inc. agreed to Spin-Off Imperalis Holding Corp..
September 08, 2022
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The Board of BitNile Holdings, Inc. (NYSEAM:NILE) announced the spin-off of Imperalis Holding Corp. on September 9, 2022. As per the transaction, Board of Directors has declared a pro rata dividend to the stockholders of BitNile 140 million shares of common stock of Imperalis Holding Corp., which represents approximately 81% of the outstanding shares and warrants to purchase an additional 140 million shares of TurnOnGreen common stock (the “Distribution Securities” and the transaction, the “Distribution”). BitNile stockholders of record as of the close of business on December 30, 2022 will receive the distribution securities, which will be payable on January 5, 2023. As of June 19, 2023, stockholders of the Company will receive forty (40) shares of TurnOnGreen common stock and warrants to purchase forty (40) shares of TurnOnGreen common stock for each share of common stock of the Company that they own on the record date. As per the announcement of December 28, 2022, the transaction has been postponed until the spinoff's shares and warrants are registered and declared effective. As of December 22, 2022, The Record date has been changed to January 17, 2023 and distribution date to January 23, 2023. As of June 19, 2023, The Record date has been set at June 26, 2023.
As of February 6, 2023, The transaction has received regulatory clarity. As of February 7, 2023, BitNile Holdings is proceeding with the spinoff, it will announce the record dates and payment dates of the planned dividends as it moves through the processes of filing registration statements and obtaining final regulatory approvals. As of April 10, 2023, the record date for the special dividend has been set for April 20, 2023. Ault Alliance, Inc. announced today that the record date for the stock dividend for the spinoff of Imperalis Holding Corp, d/b/a TurnOnGreen, Inc. (“TurnOnGreen”), which was previously set for April 20, 2023, has been cancelled until further notice. Further, the Company intends to seek approval of a reverse split of its common stock at a meeting to be held on May 15, 2023, which reverse split, if approved by the Company's stockholders, must be implemented before a new record date is set. As of May 5, 2023, TurnOnGreen Form S-1 has been declared effective by the Securities Exchange Commission.
TurnOnGreen, Inc., through its subsidiaries Digital Power Corporation and TOG Technologies Inc., is engaged in the design, development, manufacture and sale of engineered, feature-rich, high-grade power conversion and power system solutions for mission-critical applications and processes. It designs, manufactures, owns, operates and supplies electric vehicle (EV) charging equipment and cloud-based networked EV charging services in the rapidly growing North America markets for EVs. It offers residential and commercial EV charging equipment and services, enabling EV drivers to recharge at various locations. Its products and services include a diverse line of electric vehicle supply equipment and cloud-based electric vehicle charging station management systems. It offers Level 2 alternating current charging infrastructure for use in single family homes, hospitality, schools and others. It provides direct current fast charging infrastructure for high traffic, suburban, exurban and others.
IMPERALIS HOLDING CORP. 
